Transparency Registry

Transparency Register - The Transparency Register is an electronic registry that records the beneficial owners of legal entities (GmbH, AG, KG, GbR) and other associations. It was introduced in 2017 by the Money Laundering Act (GwG) and serves to combat money laundering and terrorist financing. In the real estate sector, the Transparency Register is particularly relevant because real estate transactions are considered especially susceptible to money laundering, and real estate agents, notaries, and banks must systematically verify the beneficial owners before every transaction.

Reporting Requirements for Real Estate Companies

Since 2021, the Transparency Register has been a full register: All legal entities and registered partnerships must actively report their beneficial owners-a mere reference to publicly accessible registers (commercial register, land register) is no longer sufficient. This change represented a significant tightening of anti-money laundering measures and affects a large number of real estate companies that were previously exempt from the reporting requirement.

According to Section 3 of the Anti-Money Laundering Act (GwG), a beneficial owner is anyone who directly or indirectly holds more than 25% of the shares or voting rights in a company or exercises control in any other way. In the case of complex corporate structures, beneficial ownership must be determined across all levels of ownership. The decisive factor is always the natural person at the end of the ownership chain.

For real estate GmbHs, GbRs, and KGs that hold or manage real estate, the natural persons behind the company must be fully disclosed-including name, date of birth, nationality, place of residence, and type of beneficial ownership. Changes (e.g., due to share transfers, deaths, or structural changes) must be reported immediately-that is, without culpable delay.

Violations of the reporting obligation may be punished with fines of up to 150,000 euros per violation. In cases of serious, repeated, or systematic violations, the Federal Administrative Office may request the imposition of higher fines and publish the violations in the publicly accessible section of the register-a serious reputational consequence.

Due Diligence Requirements for Real Estate Transactions

Real estate agents, notaries, and banks are classified as obligated parties under the AMLA. They must conduct a complete identification of the beneficial owners prior to real estate transactions. This includes the following mandatory steps:

1. Checking the Transparency Register for current entries
2. Verifying against the customer’s information (self-disclosure)
3. In case of discrepancies: Request and document explanations
4. In case of doubt: Report discrepancies to the Federal Administrative Office

In practice, this means: Without a correct and up-to-date Transparency Register entry, a real estate purchase or sale can be significantly delayed or completely blocked-since neither the notary nor the bank will approve the transaction without a successful verification. This fact comes as a surprise to many companies that have not kept their entry up to date shortly before the notary appointment.

Relevance for Real Estate Purchases with and without a Company

For private buyers and sellers acting as natural persons, the Transparency Register has no direct significance-they are not required to register. It becomes relevant as soon as a company is involved on the buyer’s or seller’s side.

If a GmbH purchases real estate, the notary checks the GmbH’s Transparency Register entry. If a community of heirs organized as a GbR sells the property, the beneficial owners of the GbR must be listed in the register. Even when financing is provided by a bank, the lending institution, as the obligated party, checks the Transparency Register entry.

Practical Tip for Property Owners in Nuremberg

We recommend that all real estate companies (GmbH, GbR, KG, foundation) in the Nuremberg metropolitan region regularly check their Transparency Register entry and update it immediately if there are any changes. Before a planned real estate sale or purchase, the entry should be checked and, if necessary, updated at least 4 weeks in advance-missing or incorrect entries lead to delays at the notary’s office and at the bank, which in the worst case could cause the notarization appointment to be canceled.

Registration and reporting are done online via transparenzregister.de. The annual fee is currently approximately 20 euros per unit subject to reporting. For complex corporate structures, engage a lawyer or tax advisor to identify and report the beneficial owners-errors in classification can be costly. We would be happy to connect you with specialized advisors in the Nuremberg region.

Frequently Asked Questions

Do I have to register in the Transparency Register as a private individual?

No, natural persons who hold real estate directly in their own name (i.e., not through a company) are not required to register in the Transparency Register. The reporting obligation applies exclusively to legal entities and registered partnerships: GmbH, UG (limited liability), AG, KG, OHG, registered GbR, associations, foundations, and comparable legal forms under foreign law that hold real estate in Germany. If you own your property as a natural person, the Transparency Register only affects you as a reporting entity (if you sell and the buyer is a company).

Who can access the Transparency Register?

Government agencies (tax offices, public prosecutors’ offices, Financial Intelligence Unit/FIU) have unrestricted access. Entities subject to the GwG (banks, notaries, real estate agents, tax advisors, auditors) have access for the purpose of preventing money laundering. Private individuals must demonstrate a legitimate interest following a November 2022 ECJ ruling that deemed full public access disproportionate-thus restricting unrestricted public access. Journalists, NGOs, and individuals with a specific connection to the registered company may still request access.

What happens if an entry is missing?

A missing or outdated entry has several consequences: First, there is a risk of a fine of up to 150,000 euros (higher in serious cases) imposed by the Federal Administrative Office. Second, a transaction block occurs-notaries and banks cannot complete the real estate transaction if the transparency register check yields a negative result or raises discrepancies. Third, the obligated party (notary/bank) must submit a discrepancy report to the Federal Administrative Office, which triggers further investigations and contact with authorities. Therefore, ensure that your entry is up-to-date and accurate well in advance-especially before planned transactions.

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